YELLOW PAGES INCOME FUND
TSX : YLO.UN

YELLOW PAGES INCOME FUND

December 14, 2009 19:17 ET

Yellow Pages Income Fund Announces Results of Substantial Issuer Bid and Take Up of Debentures

MONTREAL, QUEBEC--(Marketwire - Dec. 14, 2009) - THIS MEDIA RELEASE IS NOT FOR DISTRIBUTION IN THE UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Yellow Pages Income Fund ("Fund") announced today that an aggregate of Cdn$213,451,000 principal amount of 5.50% Exchangeable Unsecured Subordinated Debentures due 2011 ("Debentures") was deposited under the offer ("Offer") by its subsidiary, YPG Holdings Inc. ("YPG Holdings"), to purchase for cancellation all of YPG Holdings' issued and outstanding Debentures. The Offer was conditional upon a minimum of Cdn$120,000,000 principal amount of Debentures being deposited and not withdrawn at the expiration date and such condition has therefore been satisfied.

YPG Holdings has taken up and accepted for purchase and cancellation all of such deposited Debentures at a purchase price of Cdn$1,020 per Cdn$1,000 principal amount of Debentures, plus a payment in respect of all accrued and unpaid interest outstanding on such Debentures up to, and including, today's date, in the amount of Cdn$20.4932 per Cdn$1,000 principal amount of Debentures, for an aggregate purchase price of approximately Cdn$222,094,314 for all Debentures taken up. Payment to the depositary for such Debentures taken up and purchased by YPG Holdings will be made by December 17, 2009. Debentures not validly deposited under the Offer will be returned to holders as promptly as possible.

About Yellow Pages Income Fund

Yellow Pages Income Fund indirectly holds an approximate 99% ownership interest in Yellow Pages Group and Trader Corporation. Yellow Pages Group is Canada's leading local commercial search provider. It publishes annually more than 340 Yellow Pages™ and residential directories. The Company owns and manages Canada's most visited online directories, YellowPages.ca™ and Canada411.ca™, as well as CanadaPlus.ca™, a network of seven local city sites. Trader Corporation is a Canadian leader in print and online vertical media with over 160 publications and 20 web sites covering four product verticals: automotive, real estate, generalist, as well as employment and other. Its main print brands include Auto Trader™, Auto Hebdo™, The Bargain Finder™, Buy& Sell™, Renters News™ and Home Renters' Guide™, and its online destinations, AutoTrader.ca™, HomeTrader.ca™, and LesPAC.com. For more information about the Fund, visit www.ypg.com.

Caution Concerning Forward-Looking Statements

This press release contains forward-looking statements about the objectives, business and affairs of the Fund and YPG Holdings. These statements are forward-looking as they are based on our current expectations, as at December 14, 2009, about our business and the markets we operate in, and on various estimates and assumptions. Our actual results could materially differ from our expectations if known or unknown risks affect our business, if our estimates or assumptions turn out to be inaccurate or, as a result of volatility in the market price of the securities of YPG Holdings and the Fund, as well as the factors identified throughout YPG Holdings' and the Fund's filings with securities regulators in Canada and, in particular, those identified in the Risks and Uncertainties section of the Fund's 2008 MD&A dated February 12, 2009 and in Section 7 of the Fund's Third Quarter 2009 MD&A dated November 4, 2009 . As a result, there is no assurance that any forward-looking statements will materialize. We disclaim any intention or obligation to update any forward-looking statements, except as required by law, even if new information becomes available, as a result of future events or for any other reason.

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